Exhibit 5.3
Squire Patton Boggs (US) LLP 2325 E. Camelback Road, Suite 700 Phoenix, Arizona 85016
O +1 602 528 4000 F +1 602 253 8129 squirepattonboggs.com |
June 3, 2025
The Goodyear Tire & Rubber Company
200 Innovation Way
Akron, Ohio 44316-0001
Ladies and Gentlemen:
We have acted as special Arizona counsel to The Goodyear Tire & Rubber Company, an Ohio corporation (the Company), and its subsidiaries Divested Litchfield Park Properties, Inc., an Arizona corporation (DLPP), and Goodyear Farms, Inc., an Arizona corporation (Goodyear Farms), and are rendering this opinion in connection with the prospectus, dated May 29, 2025 (the Base Prospectus), as supplemented by the prospectus supplement, dated May 29, 2025 (the Prospectus Supplement and, together with the Base Prospectus, the Prospectus), relating to the registration statement on Form S-3 (the Registration Statement) filed with the Securities and Exchange Commission (the Commission) under the Securities Act of 1933, as amended (the Act), on May 29, 2025 and the offer and sale of: (i) $500,000,000 in aggregate principal amount of the Companys 6.625% Senior Notes due 2030 (the Notes) and (ii) guarantees of the Notes (the Guarantees) by certain subsidiaries of the Company listed on Schedule A hereto (collectively, the Guarantors), in each case to be issued pursuant to the Indenture, dated as of August 13, 2010 (the Base Indenture), among the Company, the Guarantors and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, N.A., as trustee (the Trustee), as supplemented by the Twelfth Supplemental Indenture, in respect of the Notes, dated as of June 3, 2025 (together with the Base Indenture, the Indenture), among the Company, the Guarantors and the Trustee.
We have reviewed such corporate records, certificates and other documents, and such questions of law, as we have considered necessary or appropriate for the purposes of this opinion. We have assumed that all signatures are genuine, that all documents submitted to us as originals are authentic and that all copies of documents submitted to us conform to the originals.
We have relied as to certain matters on information furnished by public officials, officers of the Company and the Guarantors, and other sources believed by us to be responsible.
Based upon the foregoing, it is our opinion that each of DLPP and Goodyear Farms: (i) is a corporation duly formed, validly existing and in good standing under the laws of the State of Arizona, (ii) possesses the corporate power and authority to execute, deliver and perform the Guarantees and the Indenture, and (iii) has duly authorized, executed and delivered the Guarantees and the Indenture.
We are members of the bar of the State of Arizona. We do not express any opinion herein on any laws other than those of the State of Arizona.
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The Goodyear Tire & Rubber Company June 3, 2025 Page 2 |
Squire Patton Boggs (US) LLP |
We hereby consent to the filing of this opinion as Exhibit 5.3 to the Companys Current Report on Form 8-K to be filed on June 3, 2025. We also hereby consent to the reference to our firm under the heading Legal Matters in the Prospectus. In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act or the rules and regulations of the Commission.
Very truly yours,
/s/ Squire Patton Boggs (US) LLP |
Attachment: Schedule A List of Guarantors
SCHEDULE A
Guarantors
Guarantor | State of Incorporation or Formation | |
Celeron Corporation | Delaware | |
Cooper International Holding Corporation | Delaware | |
Cooper Tire Holding Company | Ohio | |
Cooper Tire & Rubber Company LLC | Delaware | |
Cooper Tire & Rubber Company Vietnam Holding, LLC | Delaware | |
Divested Companies Holding Company | Delaware | |
Divested Litchfield Park Properties, Inc. | Arizona | |
Goodyear Canada Inc. | Ontario, Canada | |
Goodyear Export Inc. | Delaware | |
Goodyear Farms, Inc. | Arizona | |
Goodyear International Corporation | Delaware | |
Goodyear Western Hemisphere Corporation | Delaware | |
Max-Trac Tire Co., Inc. | Ohio | |
Raben Tire Co., LLC | Indiana | |
T&WA, Inc. | Kentucky | |
Wingfoot Brands LLC | Delaware |